FAIR VALUE

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The inputs used to measure fair value are prioritized based on a three-level hierarchy. The three levels of inputs to measure fair value are as follows:


•	Level 1—inputs are unadjusted quoted prices for identical assets or liabilities that are available in active markets.


•	Level 2—inputs are other than quoted market prices included within Level 1 that are observable for assets or liabilities, directly or indirectly.


•	Level 3—inputs to the valuation methodology are unobservable.

The lowest level of significant input determines the placement of the entire fair value measurement in the hierarchy. The three levels of the hierarchy and the distribution of the Company’s assets and liabilities, measured at fair value, within it were as follows:



	Assets and Liabilities at Fair Value as of May 3, 2014 (in thousands):
	Level 1		Level 2		Level 3		Total
ASSETS:
Money market funds	$	24	$	—	$	—	$	24
Derivative financial instruments	—		339		—		339
Total assets measured at fair value	$	24	$	339	$	—	$	363
LIABILITIES:
Derivative financial instruments	—		5,325		—		5,325
Total liabilities measured at fair value	$	—	$	5,325	$	—	$	5,325



	Assets and Liabilities at Fair Value as of February 1, 2014 (in thousands):
	Level 1		Level 2		Level 3		Total
ASSETS:
Money market funds ⁽¹⁾	$	148,024	$	—	$	—	$	148,024
Derivative financial instruments	—		969		—		969
Total assets measured at fair value	$	148,024	$	969	$	—	$	148,993
LIABILITIES:
Derivative financial instruments	—		2,555		—		2,555
Total liabilities measured at fair value	$	—	$	2,555	$	—	$	2,555

⁽¹⁾Includes $148.0 million of money market funds included in Cash and Equivalents.

The level 2 assets and liabilities consist of derivative financial instruments, primarily forward foreign currency exchange contracts. The fair value of forward foreign currency exchange contracts is determined by using quoted market prices of the same or similar instruments, adjusted for counterparty risk.

Disclosures of Fair Value of Other Assets and Liabilities:

The Company’s borrowings under its Term Loan Agreement are carried at historical cost in the accompanying Consolidated Balance Sheets. For disclosure purposes, the Company estimates the fair value of borrowings under the Term Loan Agreement using discounted cash flow analysis based on market rates obtained from independent third parties for similar types of debt. The inputs used to value the borrowings under the Term Loan Agreement are considered to be Level 2 instruments. The carrying amount of borrowings outstanding under the Term Loan Agreement was approximately $131.3 million and $135.0 million, as of May 3, 2014 and February 1, 2014, respectively. The fair value of borrowings outstanding under the Term Loan Agreement was approximately $131.3 million and $135.0 million, as of May 3, 2014 and February 1, 2014, respectively. See Note 12, “BORROWINGS,” for further discussion on the Amended and Restated Credit Agreement and the Term Loan Agreement.